<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Commission File No. 0-10841
Ended January 31, 1997
ENERGY OPTICS, INC.
(Exact name of Registrant as specified in its Charter)
New Mexico 85-0273340
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1500 Rayos de Luna, Las Cruces, New Mexico 88005 (505)523-4561
(Address of principal executive offices) (Telephone)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
--- ---
8,778,846 SHARES
<PAGE> 2
ENERGY OPTICS, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
January 31, July 31,
1997 1996
(Unaudited)
----------- --------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 1,206 $ 465
----------- -----------
Total Current Assets $ 1,206 $ 465
Total Assets $ 1,206 $ 465
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts Payable $ 2,753 $ 51,833
Deferred Compensation (Note 2) 0 190,425
Accrued Interest (Note 1) 0 50,224
Current Maturities on Long-Term
Debt (Note 1) 0 152,561
----------- -----------
Total Liabilities $ 2,753 $ 445,043
STOCKHOLDERS' EQUITY
Common Stock, $.001 Par Value, 10,000,000
shares authorized; shares issued
and outstanding $ 8,779 $ 7,808
Additional Paid-in Capital 4,324,196 3,963,923
Retained Earnings (Deficit) (4,416,310) (4,416,310)
Net Income (Loss) for Current Year 81,788 0
----------- -----------
Total Stockholders' Equity (1,547) (444,579)
----------- -----------
Total Liabilities & Stockholders' Equity $ 1,206 $ 465
=========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 3
ENERGY OPTICS, INC.
CONSOLIDATED STATEMENTS OF OPERATION
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Year
Ended January 31 Ended January 31
-------------------------- --------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenue:
Sales $ 0 $ 0 $ 0 $ 0
----------- ----------- ----------- -----------
Costs and expenses:
General/Admin 5,208 5,801 (81,788) 15,098
Research/Development 0 0 0 878
Amortization/Depr 0 0 0 0
----------- ----------- ----------- -----------
Total Costs and Expenses 5,208 5,801 (81,788) 15,976
Operating income (loss) $ (5,208) $ (5,801) $ 81,788 $ (15,976)
----------- ----------- ----------- -----------
Other income (deductions):
Other, net 0 0 0 0
----------- ----------- ----------- -----------
Net earnings $ (5,208) $ (5,801) $ 81,788 $ (15,976)
=========== =========== =========== ===========
Weighted Average Number of
Common Shares Outstanding 8,776,224 7,500,052 8,293,499 7,500,052
Income (Loss) per Common Share $ (.001) $ (.001) $ .01 $ (.001)
=========== =========== =========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 4
ENERGY OPTICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Six Months Six months
Ended Ended
January 31, January 31,
1997 1996
----------- -----------
<S> <C> <C>
CASH FLOW FROM OPERATIONS
Received from customers $ 0 $ 0
Other Receipts 0 0
Paid to suppliers and subcontractors 0 0
Employee compensation & payroll taxes 0 0
Other operating cash payments 10,159 11,355
Interest paid 0 0
-------- --------
Net cash provided (used) by
operations (10,159) (11,355)
CASH FLOW FROM FINANCING ACTIVITIES
Payments on long term debt (4,000) 0
Borrowings from related party, net 14,900 11,600
Sale of Stock 0 0
-------- --------
Net cash provided (used) by
financing activities 10,900 11,600
-------- --------
NET CHANGE IN CASH 741 245
CASH AT BEGINNING OF YEAR 465 321
-------- --------
CASH AT END OF QUARTER $ 1,206 $ 566
======== ========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 5
ENERGY OPTICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
January 31, January 31,
1997 1996
------------ -----------
<S> <C> <C>
RECONCILIATION OF NET INCOME (LOSS) TO
NET CASH PROVIDED (USED) BY OPERATIONS:
Income (Loss) $ 81,788 $(15,976)
Adjustments to reconcile net income
(loss) to cash provided (used)
Depreciation and Amortization $ 0 $ 0
(Increase)/decrease in Accts/Rec for Cash 0 0
(Increase)/decrease in Inventories 0 0
(Increase)/decrease in Prepaids 0 0
Increase/(decrease) in Accts/Pay (91,947) 1,535
Increase/(decrease) in Accrued Exp 0 0
--------- --------
Net cash provided (used)
by operations $ (10,159) $(14,441)
========= ========
</TABLE>
<PAGE> 6
ENERGY OPTICS, INC.
SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
For the Three Months For the Year
Ended January 31 Ended January 31
-------------------- ----------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Products/Services $ 0 $ 0 $ 0 $ 0
----------- ----------- ----------- -----------
Total $ 0 $ 0 $ 0 $ 0
Operating Income (Loss):
Products/Services $ 0 $ 0 $ 0 $ 0
----------- ----------- ----------- -----------
Total $ 0 $ 0 $ 0 $ 0
Income (Loss) Before Taxes $ (5,208) $ (5,801) $ 81,788 $ (15,976)
Net Income (Loss) $ (5,208) $ (5,801) 81,788 $ (15,976)
Weighted Average Number
Of Shares Outstanding 8,776,224 7,500,052 8,293,499 7,500,052
Income (Loss) Per Share $ .01 $ (.001) $ .01 $ (.001)
Working Capital $ (1,547) $ (428,846)
Working Capital Ratio .44:1 .001:1
Stockholders' Equity $ (1,547) $ (424,099)
</TABLE>
<PAGE> 7
ENERGY OPTICS, INC.
NOTES TO FINANCIAL STATEMENTS
January 31, 1997
(1) Long Term Debt
This note was from the Small Business Administration. As of
January 31, 1997 this debt along with its interest was satisfied
as stated in the Management Discussion and Analysis.
(2) Deferred Compensation
This figure reflects wages and other amounts due to officers
and related parties.
<PAGE> 8
MANAGEMENT DISCUSSION AND ANALYSIS
The fiscal quarter ended January 31, 1997, had no revenue which is the same as
the corresponding quarter in FY96 and FY95. The net income of $81,788 or $.01
per share is due to the writeoff of unpaid expenses from previous fiscal years.
This compares with a loss of $15,976 or $.001 per share in the same quarter in
FY96 and a loss of $62,552 or $.01 per share in the like quarter of FY95. The
resulting net income for this six month period was not due to operations,
instead, was due to forgiveness of debt (unpaid expenses and interest) in the
previous quarter.
During the previous quarter, the Small Business Administration accepted Energy
Optics negotiated offer to compromise the outstanding obligation to the SBA of
$152,561 and interest for $4,000 cash and 400,000 restricted common shares of
Energy Optics, Inc. The canceled SBA note has not been received by the
Company as of March 10, 1997.
Molesworth and Associates (Gordon Molesworth) acquired 5,255 restricted common
shares as payment for $2,000 in cash. This transaction was at $.3814 per
share.
The Company has not been successful in its efforts to gain support from other
companies for Driver Fatigue Alarm or the Silverless X-ray film work. The
Company has been unable to secure a patent for the Driver Fatigue Alarm.
<PAGE> 9
PART II - Other Information
Changes in securities from December 2, 1996 (the cutoff for our last 10K report
on securities transactions), to March 10, 1997
Molesworth and Associates (Gordon Molesworth) acquired 5,244 restricted common
shares as payment for $2,000 in cash. This transaction was at $.3814 per
share.
During this time period no other officer, director, or 5% shareholder of the
Company has traded any Company shares.
/s/ Edward N. Laughlin
- ------------------------------
Edward N. Laughlin, President,
Director, Treasurer
<PAGE> 10
ENERGY OPTICS, INC.
DATED: March 10, 1997 By: /s/ Edward N. Laughlin
-------------------- -------------------------------
Edward N. Laughlin, President,
CEO, CFO, Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
DATED: March 10, 1997 By: /s/ Edward N. Laughlin
-------------------- --------------------------------
Edward N. Laughlin, President,
Director
DATED: March 10, 1997 By: /s/ Gordon Molesworth
-------------------- ---------------------------------
Gordon Molesworth, Director
President, Quantum Research, Inc.
<PAGE> 11
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS 12-MOS 12-MOS
<FISCAL-YEAR-END> JAN-31-1997 JAN-31-1996 JAN-31-1997 JAN-31-1996
<PERIOD-END> JAN-31-1997 JAN-31-1996 JAN-31-1997 JAN-31-1996
<CASH> 0 0 0 0
<SECURITIES> 0 0 0 0
<RECEIVABLES> 0 0 0 0
<ALLOWANCES> 0 0 0 0
<INVENTORY> 0 0 0 0
<CURRENT-ASSETS> 0 0 0 0
<PP&E> 0 0 0 0
<DEPRECIATION> 0 0 0 0
<TOTAL-ASSETS> 0 0 0 0
<CURRENT-LIABILITIES> 0 0 0 0
<BONDS> 0 0 0 0
0 0 0 0
0 0 0 0
<COMMON> 0 0 0 0
<OTHER-SE> 0 0 0 0
<TOTAL-LIABILITY-AND-EQUITY> 0 0 0 0
<SALES> 0 0 0 0
<TOTAL-REVENUES> 0 0 0 0
<CGS> 0 0 0 0
<TOTAL-COSTS> 0 0 0 0
<OTHER-EXPENSES> 0 0 0 0
<LOSS-PROVISION> 0 0 0 0
<INTEREST-EXPENSE> 0 0 0 0
<INCOME-PRETAX> (5,208) (5,801) 81,788 (15,976)
<INCOME-TAX> 0 0 0 0
<INCOME-CONTINUING> 0 0 0 0
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> (5,208) (5,801) 81,788 (15,976)
<EPS-PRIMARY> .01 (.001) .01 (.001)
<EPS-DILUTED> 0 0 0 0
</TABLE>